We as global company registration service provider cooperate foreign investors new company registration Singapore, accounts and audit service and income tax filing as law of Singapore. Singapore is an island nation located in Southeast Asia and is the world’s highest ranked economy in terms of the ease of doing business index. The Singapore Dollar (SGD) is pegged against an undisclosed set of other currencies and has been trading against the US Dollar (USD), for which the SGD is most often exchanged, within a stable range of 0.65 to 0.85 since 2008. Singapore’s unique historical trade links to both the English and Mandarin-speaking economic hubs of the world bolsters its diverse economy, rendering it able to withstand recessions, and as a result commercial forays into the island nation’s marketplace have been consistent despite the global economic crises of recent years.
Foreign proprietors are able to register a company in Singapore, but only with at least one local citizen or permanent resident designated as the director, and with the appointment of an agent registered with the Accounting and Corporate Regulatory Authority (ACRA), however local law firms, accounting firms, and business support providers may also be appointed as the required filing agent. ACRA additionally recommends that foreign companies obtain approval from Singapore’s Ministry of Manpower before submitting an application for registration.
Through an appointed agent, the registration of a foreign company begins with the online application for a name to be reserved, with each application being charged in the amount of 15 SGD, however access to the online portal is restricted to holders of a government issued CorpPass or SingPass, which are typically only available to Singaporean entities and citizens or residents. According to ACRA, a name application is usually processed within 15 minutes following the payment of the application fee. However, delays of between 14 days to two months may occur if the application requires a referral to other government agencies, such as in the case of a healthcare venture – which would require the consideration of Singapore’s Ministry of Health. If a potential company name adheres to the provisions of the nation’s Companies Act (specifically section 27), and if approved by the registrar, it will be reserved for a limited period of 60 days.
Upon the successful application for a name, a foreign company will be able to proceed with registration, for which a fee of SGD 300 is charged. In addition to the application fee, some of the typical requirements include notarized copies of the parent company’s incorporation certificate, constitution, and a memorandum of appointment for at least one resident of Singapore to act as the signatory. Depending on the legal structure selected, additional information may be required from the parent company in the form of details of the principals and the most recent audited financial report. A prospective commercial address for the local representative office of a parent company must also be provided for registration.
Foreign parent companies can adopt one of the three available legal structures for foreign commercial entities: the representative office, branch office, or subsidiary company. The registration of a representative office takes between three to five days to complete, and between one to two days for branch offices and subsidiary companies. Representative offices must share the name of the parent company (followed by the term “representative office” attached) as this structure does not constitute a separate legal identity, and extends liabilities to the parent company. In order to be qualified for the registration of a representative office, the parent company must provide documentary evidence of a sales turnover exceeding USD 250,000 and operations spanning at least three years. The representative office requires a chief representative to reside in Singapore, and this structure is limited to a maximum of five employees – who would be subjected to progressive personal tax rates on salaries ranging from SGD 22,000 to SGD 320,000. However, a representative office is not permitted to generate any commercial income, and can only have a capital account for expenses. The registration of a representative office is valid for only one year, requiring an annual renewal, up to a maximum of three years – at which point the representative office is required to upgrade to a branch office or subsidiary company.
Unlike representative offices, there are no hiring restrictions on the number (or proportion) of local and foreign employees in branch offices and subsidiary companies. Although subsidiary companies are required to appoint a company secretary and at least one director residing in Singapore, and branch offices must have at least two signatories residing in the country. While branch offices are restricted to commercial activity within the sector of their designation or the parent company’s field of operations, subsidiary companies are able to generate incomes from a wider variety of fields. Both the branch and subsidiary entities are required to submit annual financial accounts, however the branch office is additionally required to submit the audited financial reports of its parent company – a subsidiary new company registration Singapore is only required to file its own audited accounts and annual tax returns.
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